Notification on holding the extraordinary general meeting of shareholders of PJSC "AGRIMATCO-UKRAINE"

Notification on holding the extraordinary general meeting of shareholders of  PJSC "AGRIMATCO-UKRAINE"

Notification on holding the extraordinary general meeting of shareholders of PJSC "AGRIMATCO-UKRAINE"

27 / 04 / 2021

NOTIFICATION

on holding the extraordinary general meeting of shareholders of

PRIVATE JOINT STOCK COMPANY "AGRIMATCO-UKRAINE"

(identification code 30725226)

 

Dear shareholders,

 

We would like to inform you that on May 31, 2021 at 10:00 a.m. at the address: 114 Gladstonos Street, Oasis Center, P.O. Box 57078, CY-3312, Limassol, Cyprus – conference room; an extraordinary general meeting (hereinafter referred to as the General Meeting) of PRIVATE JOINT STOCK COMPANY "AGRIMATCO-UKRAINE" (identification code 30725226, registered location of the Company: Malopidvalna Street, building 12/10, Kyiv, 01001, Ukraine) (hereinafter - the "Company") will take place.

 

The General Meeting was convened by the decision of the Shareholder Agrimatco Limited, which owns 99,982 percent of the voting shares of the Company.

 

Registration of shareholders (their representatives) to participate in the General Meeting will be carried out on the day of the General Meeting on May 31, 2021 at the place of the General Meeting (114 Gladstonos Street, Oasis Center, P.O.Box 57078, CY-3312, Limassol, Cyprus - conference room) from 09:30 to 09:50.

Date of compiling the List of shareholders entitled to participate in the General Meeting - as of 24 hours 00 minutes 27.05.2021.

List of issues (draft agenda) and draft decisions on each of the issues put to the vote:

1. Draft agenda item: On election of the counting commission of the extraordinary general meeting of the Company.

Draft decision: "To elect the counting commission of the extraordinary general meeting of the Company consisting of the chairman of the counting commission Omar Mustafa Miqdadi and a member of the counting commission Khalil Khaled Miqdadi."

 

2. Draft agenda item: On election of the Chairman (Chairman) and Secretary of the Extraordinary General Meeting of the Company.

Draft decision: "To elect Omar Mustafa Miqdadi as the Chairman (Chairman) of the Extraordinary General Meeting of the Company and Khalil Khaled Miqdadi as the Secretary of the Extraordinary General Meeting of the Company".

 

3. Draft agenda item: On election of members of the Supervisory Board of the Company and establishment of the term of their authority (by cumulative vote).

Draft decision: To elect members of the Supervisory Board of the Company (elected persons are determined by the results of voting) from the moment of election by the meeting and to establish the term of their authority - three years.

4. Draft agenda item: On approval of the terms of civil law agreements to be concluded with elected members of the Supervisory Board, establishment of their remuneration and election of a person authorized to sign civil law agreements with members of the Supervisory Board.

Draft decision: To approve the following conditions of civil law agreements to be concluded with the members of the Supervisory Board: the term of the agreement is three years; amount of remuneration - members of the Supervisory Board of the Company exercise their powers free of charge. To elect and authorize the Secretary of the Extraordinary General Meeting of the Company to sign civil law agreements with members of the Supervisory Board.

 

5. Draft agenda item: On approval of the regulations on the Supervisory Board of the Company.

Draft decision: To approve the Regulations on the Supervisory Board of the Company.

 

6. Draft agenda item: On approval of the persons authorized by the right of the first and second signature of any bank documents on behalf of the Company;

Draft decision: To approve the following persons authorized by the right of the first and second signatures of any bank documents: the right of the second first signature - Buriak Mykola Vasyliovych (Deputy Director), the right of the second signature - Kovalenko Iryna Petrivna (Chief Accountant), the right of the second second signature - Korohodina Inna Ivanivna (Deputy Chief Accountant).

 

7. Draft agenda item: On approval of the accrual of the reserve for the payment of the annual bonus on the results of work for the year in the amount of 1% of the income received from the sale of goods, services less VAT and taking into account discounts and returns. The reserve is accrued during the year on a monthly basis.

Draft decision: To approve the accrual of a reserve for the payment of the annual bonus on the results of work for the year in the amount of 1% of the income received from the sale of goods, services less VAT and taking into account discounts and returns. The reserve is accrued during the year on a monthly basis.

 The address of the website, which contains information on the list of issues and draft decisions on issues included in the draft agenda, as well as information specified in part four of Article 35 of the Law of Ukraine "On Joint Stock Companies": agrimatco.ua

 The procedure for acquainting shareholders with the materials that they can get acquainted with in preparation for the General Meeting: shareholders in preparation for the General Meeting can get acquainted with the documents necessary for decision-making on the agenda, starting from 20.04.2021 before the date of the General Meeting during working hours (from 08:00 to 11:00) and working days - every Wednesday at: 114 Gladstonos Street, Oasis Center, P.O. Box 57078, CY-3312, Limassol, Cyprus; and Malopidvalna Street, 12/10, Kyiv, Ukraine. Phone for inquiries +380 44 4619475. The official of the Company responsible for the procedure of acquaintance of shareholders with the documents is the director of the Company Farid Salakhovich Abu Khadid.

Rights granted to shareholders in accordance with the requirements of Articles 36 and 38 of the Law of Ukraine "On Joint Stock Companies", which they can use after receiving notice of the General Meeting, as well as the period during which such rights may be used: the Company is obliged to provide written answers to written questions of shareholders on issues included in the draft agenda of the General Meeting and on the agenda of the General Meeting before the date of the General Meeting. The Company may provide one general answer to all questions of the same content.

  Each shareholder has the right to make proposals on issues included in the draft agenda of the General Meeting of the company, as well as on new candidates to the company's bodies, the number of which may not exceed the number of each body.

  Proposals are submitted no later than 20 days before the date of the General Meeting of the joint-stock company, and for candidates to the bodies of the company - no later than seven days before the date of the General Meeting. Proposals to include new issues in the draft agenda should include relevant draft decisions on these issues. Proposals for candidates for members of the supervisory board of a joint-stock company must contain information on whether the proposed candidate is a representative of the shareholder (shareholders) or that the candidate is offered for the position of a member of the supervisory board - an independent director.

 

 

The address to which shareholders can send proposals to the draft agenda of the General Meeting is 114 Gladstonos Street, Oasis Center, P.O. Box 57078, CY-3312, Limassol, Cyprus; and Malopidvalna Street, 12/10, Kyiv, Ukraine.

 

 

Proposals of shareholders (shareholders) who collectively own 5 or more percent of voting shares are subject to mandatory inclusion in the draft agenda of the General Meeting. In this case, the decision of the Supervisory Board to include the issue in the draft agenda is not required, and the proposal is considered included in the draft agenda if it is submitted in compliance with the requirements of this article.

 

To register for participation in the General Meeting, you must have an identity document. Representatives of shareholders must also submit a power of attorney, issued in the prescribed manner. A power of attorney for the right to participate and vote at the General Meeting issued by an individual shall be certified by a notary or other officials performing notarial acts, and may also be certified by a depository institution in accordance with the procedure established by the National Securities and Stock Market Commission. A power of attorney for the right to participate and vote at the General Meeting on behalf of a legal entity is issued by its body or another person authorized to do so by its constituent documents.

 Information on the total number of shares and voting shares as of the date of compiling the list of persons to whom the notice of the general meeting is sent (including the total number separately for each type of shares if the authorized capital is represented by two or more types of shares): total shares: 5550 (five thousand five hundred fifty) ordinary registered shares, number of voting shares: 5550 (five thousand five hundred fifty) ordinary registered shares

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The head office of the company Vyshneve, Kyiv region, Chornovola 45
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